Harley-Davidson (NYSE: HOG) SVP nets shares after RSU vesting

Rhea-AI Filing Summary

Harley-Davidson senior vice president Charles Do reported routine equity transactions tied to vested restricted stock units. On February 5, 2026, 1,535 common shares were acquired at $0 upon RSU vesting, with 571 shares withheld at $20.51 for taxes, leaving 1,147 shares directly held.

On February 6, 2026, a further 5,214 shares were acquired at $0 from RSU vesting, with 1,937 shares withheld at $20.01 for taxes, leaving 4,424 shares directly owned. The RSUs each represent a contingent right to one share and vest in thirds over three years, subject to forfeiture until vested.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Do Charles

(Last) (First) (Middle)

HARLEY-DAVIDSON, INC.

3700 WEST JUNEAU AVENUE

(Street)

MILWAUKEE WI 53208

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
HARLEY-DAVIDSON, INC. [ HOG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Sr. Vice President, HDFSI

3. Date of Earliest Transaction (Month/Day/Year)
02/05/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/05/2026		M		1,535	A	$0	1,718	D
Common Stock	02/05/2026		F		571	D	$20.51	1,147	D
Common Stock	02/06/2026		M		5,214	A	$0	6,361	D
Common Stock	02/06/2026		F		1,937	D	$20.01	4,424	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	$0	02/05/2026		M			1,535	02/05/2025(1)	02/05/2027(1)	Common Stock	1,535	$0	1,536	D
Restricted Stock Units	$0	02/06/2026		M			5,214	02/06/2026(1)	02/06/2028(1)	Common Stock	5,214	$0	10,430	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of stock. One-third of the units granted vest on each of the first three anniversaries of the date of grant. Units are subject to forfeiture until vested.

Remarks:

	/s/ Paul J. Krause, as Power of Attorney	02/09/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did Harley-Davidson (HOG) report for Charles Do?

Harley-Davidson reported that Sr. Vice President Charles Do acquired common shares through restricted stock unit vesting on February 5 and 6, 2026, with portions of the vested shares withheld to cover tax obligations at prices around $20 per share.

How many Harley-Davidson shares did Charles Do acquire through RSU vesting?

Charles Do acquired 1,535 Harley-Davidson common shares on February 5, 2026, and 5,214 shares on February 6, 2026, when his restricted stock units vested at an exercise price of $0 per share, reflecting standard equity compensation vesting.

How many Harley-Davidson shares were withheld for taxes in this Form 4?

In connection with the RSU vesting, 571 Harley-Davidson shares were withheld at $20.51 on February 5, 2026, and 1,937 shares were withheld at $20.01 on February 6, 2026, to satisfy tax withholding obligations associated with the equity awards.

How many Harley-Davidson shares does Charles Do hold after these transactions?

After the February 5, 2026 transactions, Charles Do directly held 1,147 Harley-Davidson common shares, and after the February 6, 2026 transactions, he directly held 4,424 common shares, as reported in the Form 4 ownership columns for each respective transaction date.

What are the key terms of Charles Do’s restricted stock units at Harley-Davidson?

Each restricted stock unit represents a contingent right to receive one Harley-Davidson share. One-third of the units granted vest on each of the first three anniversaries of the grant date, and the units are subject to forfeiture until they become fully vested.

What do transaction codes M and F mean in this Harley-Davidson Form 4?

In this Harley-Davidson Form 4, code M indicates shares acquired upon exercise or settlement of restricted stock units at $0, and code F indicates shares automatically withheld and disposed of to cover tax withholding obligations at specified market prices around $20 per share.